Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 11, 2022, responding to shareholder feedback, the Board of Directors of Jacobs Solutions Inc. (the "Company") amended and restated the Company's Bylaws (the "Amended and Restated Bylaws"), effective immediately, to implement proxy access. The Amended and Restated Bylaws include a new Section 2.6(d) that permits a stockholder, or a group of up to twenty stockholders, owning at least three percent of the Company's outstanding shares of the Company's common stock continuously for at least three years, to nominate and include in the Company's annual meeting proxy materials director nominees constituting up to the greater of (a) two directors or (b) twenty percent of the Board, subject to certain limitations and provided that the stockholders and nominees satisfy the requirements specified in the Amended and Restated Bylaws.

The Amended and Restated Bylaws also contain conforming, clarifying, and updating changes to Sections 2.6(a) and 2.6(c) related to the advance notice requirements for nominations and business proposed by shareholders at annual and special meetings of shareholders, as well as other non-substantive changes throughout.

The foregoing summary is qualified in its entirety by reference to the complete text of the Amended and Restated Bylaws, which is filed as Exhibit 3.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits:



       3.1     Amended and Restated Bylaws, dated as of October 11, 2022
    104      Cover Page Interactive Data File - the cover page XBRL tags are embedded within
             the Inline XBRL document

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



Dated: October 12, 2022



JACOBS ENGINEERING GROUP INC.

By:                                          /s/ Kevin C. Berryman
                                             Kevin C. Berryman
                                             President and Chief Financial Officer
                                             (Principal Financial Officer)

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